Exhibit 10.2
FLEETWOOD ENTERPRISES, INC.
2007 Stock Incentive
Plan
RESTRICTED STOCK AWARD AGREEMENT
This Restricted Stock Award Agreement (this
“Agreement”) is made effective as of September 13, 2007
between FLEETWOOD ENTERPRISES, INC. (the “Company”) and
«FIRST_NAME» «LAST_NAME»
(“Participant”), pursuant to the 2007 Stock Incentive
Plan (the “Plan”), which became effective on September
11, 2007.
1.
Incorporation By Reference . This Agreement is subject in all
respects to the terms and provisions of the Plan, all of which are
by this reference made a part of and incorporated in this
Agreement. Any capitalized term not defined in this Agreement
shall have the meaning ascribed to it in the Plan. If and to
the extent this Agreement and the Plan conflict, the Plan shall
control.
2.
Grant Of Restricted Stock . Subject to the limitations set forth
herein and in the Plan, «SHARES_GRANTED» shares of
restricted Common Stock (the “Restricted Stock”) will
be issued in the name of Participant, but held in an electronic
account by the Company for Participant’s account, and will
not be transferred to Participant until all vesting conditions have
been met as set forth in Section 3 below. The Restricted
Stock will be restricted by being subject to vesting and
non-transferability provisions as hereafter provided in this
Agreement and shall be subject to such limitations on transfer as
are contained in the Plan, federal and state securities laws or any
other limitations on transferability as may be imposed by the
Company. By accepting the Restricted Stock, Participant
irrevocably agrees on behalf of Participant and Participant’s
successors and permitted assigns to all of the terms and conditions
of the Award as set forth in or pursuant to this Agreement and the
Plan (as such Plan may be amended from time to time).
3.
Vesting . Subject to Participant’s continued
uninterrupted service for the Company as a director from the date
hereof through the relevant vesting date, and the other conditions
set forth in this Agreement and the Plan, Participant’s
rights in and to the Restricted Stock shall become vested on
<<INSERT DATE>>. The shares subject to that
portion of the Restricted Stock that has not vested are referred to
herein as “Unvested Shares.”
4.
Issuance Of Certificates . In its sole discretion, the Administrator
may cause the Company to issue and deliver to Participant, in the
name of Participant, a certificate representing ownership of the
Restricted Stock. Each certificate evidencing Unvested Shares
will bear a legend to the effect that such shares are subject to
potential forfeiture and may not be sold, exchanged, transferred,
pledged, hypothecated or otherwise disposed of except in accordance
with the terms of this Agreement.
5.
Status of Award . From and after the date h
